Announcement PDF Norfolk to earn-into Chilean copper project with significant oxide and sulphide resource potential Investor Presentation | April 2025 ASX:NFL norfolkmetals.com.au Disclaimer Presentation: This presentation has been prepared and issued by Norfolk Metals Limited (ASX: NFL, Norfolk or the Company) to provide general information about the Company. The information in this document is in summary form and should not be relied upon as a complete and accurate representation of any matters that a reader should consider in evaluating the Company. While management has taken every effort to ensure the accuracy of the material in this presentation, the Company and its advisers have not verified the accuracy or completeness of the material contained in this presentation. Forward-looking statements: This presentation contains forward looking information about the Company and its operations. In certain cases, forward looking information may be identified by such terms as "anticipates", "believes", “should”, "could", "estimates", “target”, “likely”, “plan”, "expects", "may", “intend”, "shall", "will", or "would". These statements are based on information currently available to the Company and the Company provides no assurance that actual results will meet management's expectations. Forward looking statements are subject to risk factors associated with the Company’s business, many of which are beyond the control of the Company. It is believed that the expectations reflected in these statements are reasonable but they may be affected by a variety of variables and changes in underlying assumptions which could cause actual results or trends to differ materially from those expressed or implied in such statements. There can be no assurance that actual outcomes will not differ materially from these statements. Not financial product advice: This presentation is not financial product nor investment advice or a recommendation to acquire securities in the Company. It has been prepared without taking into account the objectives, financial situation or needs of individuals Before making any investment decision, prospective investors should consider the appropriateness of the information having regard to their own objectives, financial situation and needs and seek legal and taxation advice INVESTOR PRESENTATION Disclaimer: No representation or warranty, express or implied, is made by the Company that the material contained in this presentation will be achieved or proved correct. Except for statutory liability which cannot be excluded, each of the Company, its directors, officers, employees, advisors and agents expressly disclaims any responsibility for the accuracy, fairness, sufficiency or completeness of the material contained in this presentation and excludes all liability whatsoever (including in negligence) for any loss or damage which may be suffered by any person as a consequence of any information in this presentation or any effort or omission therefrom. The Company will not update or keep current the information contained in this presentation or to correct any inaccuracy or omission which may become apparent, or to furnish any person with any further information. Any opinions expressed in the presentation are subject to change without notice. No offer: This presentation and its contents are not an invitation, offer, solicitation or recommendation with respect to the purchase or sale of any securities in the Company in any jurisdiction and must not be distributed, transmitted, or viewed by any person in any jurisdiction where the distribution, transmission or viewing of this document would be unlawful under the securities or other laws of that or any other jurisdiction. This presentation is not a prospectus or any other offering document under Australian law (and will not be lodged with the Australian Securities and Investments Commission) or any other law. Competent Person Statement: The information is extracted from the announcement entitled ‘Norfolk to earn-into Chilean Copper Project’ created on 31 March 2025 and is available to view on https://norfolkmetals.com.au/asx-announcements/. The Company confirms that it is not aware of any new information or data that materially affects the information included in the original market announcement and, in the case of estimates of Mineral Resources or Ore Reserves, that all material assumptions and technical parameters underpinning the estimates in the relevant market announcement continue to apply and have not materially changed. The company confirms that the form and context in which the Competent Person’s findings are presented have not been materially modified from the original market announcement. Authorisation: This presentation is authorised for release by Norfolk’s board of directors. All currency amounts are in Australian dollars unless otherwise specified. Presentation cover image: Alex Raab (General Manager Exploration) explaining the 7.5km of strike on recent Norfolk field trip. 2 Investment Highlights Norfolk to earn-into Carmen Copper Project in the highly prospective Atacama Region in Chile. Large-scale 46.6km2 concession package located 82km from the major mining centre of Vallenar in the Huasco Province, Atacama Region in Chile. Strong macro environment as copper price surge and traders predict $12,000 per tonne1, driven by EV and renewable energy sectors. The Project hosts a historical copper oxide mineral resource reported in accordance with NI 43-101 standards of 5.6Mt at 0.6% Cu.2 The Project has significant copper oxide and copper sulphide exploration potential with over 7.5km of untested strike. In-country capability with Alex Raab to be appointed General Manager - Exploration, bringing over 30 years exploration and resource development experience in Latin America and North America. Firm commitments for $1M placement (including commitments from Norfolk board and vendors) towards funding ~4,000m reverse circulation and diamond drilling program and working capital expenses. 1. https://www.mining.com/copper-price-touches-new-high-as-traders-predict-12000/ 2. Historical foreign estimate (within the meaning of the ASX Listing Rules) and is not reported in accordance with the JORC Code and a Competent Person (within the meaning of the JORC Code) has not done sufficient work to classify the foreign estimates as Mineral Resources in accordance with the provisions of the JORC Code. It is uncertain that following evaluation and further exploration work that the foreign estimates will be able to be reported as Mineral Resources in accordance with the provisions of the JORC Code. Refer to Annexure A for the NI 43-101 mineral resource classification. Heap Leachable Low Strip Carmen COPPER PROJECT INVESTOR PRESENTATION Chile is a Tier 1 copper jurisdiction and the largest copper producing country. Highly Scalable Amenable to Low CapEx 3 Corporate Snapshot Top 20 own ~48% of shares on issue, less than 600 shareholders (as at 31 March 2025) Transformational opportunity in prime commodity and jurisdiction with favourable deal terms Tight capital structure leveraged for exploration and development success Share price (26th March 2025 Earn-In Agreement Executed) INVESTOR PRESENTATION Capital Structure (ASX: NFL) $0.125 Shares on issue1 40,915,932 Options on issue2 20,989,808 Market capitalisation (undiluted) $5,114,000 Cash3 $2,661,000 Enterprise value (EV)3 $2,453,000 1. Commencement of Earn-In will see 10,000,000 ordinary shares issued as part of the Company’s placement to raise $1 million (before costs) (Placement) and 425,000 Commencement Shares issued under the Earn-in Agreement at the commencement of the earn-in, the material terms of which are summarized at Annexure B. The issue of Placement shares and Commencement Shares remain subject to shareholder approval at an upcoming EGM. 2. Options on issue at various strike prices and expiry dates. Upon completion of the Placement 500,000 unlisted options (3-year expiry, $0.20 strike price) are to be issued to the joint lead managers to the Placement, which are subject to shareholder approval at an upcoming EGM, as detailed in Annexure B. 3. Existing cash as at 31 Dec 2024 was $2.66 million. Additional securities will be issued in the event that the Company completes the earn-in, as detailed in Annexure B. 4 Carmen Cu Project Old workings along dominant structural corridors trending NE 050° and NNW 340° Board of Directors Leo Pilapil Patrick Holywell Mr Phillips has over 15 years’ experience in commercial negotiations with a broad spectrum of industries including Oil and Gas, Resources, Medical technology, SaaS and Defence. Mr Pilapil has over 30 years’ experience as a Geoscientist and three years as a Financial Planner. Mr Holywell has over 20 years of experience in accounting, finance and corporate governance, including employment at Deloitte and Patersons (now Canaccord Genuity) as well as various director, company secretary, advisory and CFO roles. He is a Chartered Accountant and a Fellow of the Governance Institute of Australia with experience in resources, technology, health and financial sectors. Executive Chair Mr Phillips previously held a Non-Executive Director position at Bronson Group (ASX:BGR) and subsequently Mandrake Resources (ASX:MAN). Mr. Phillips is NonExecutive Chair of Mount Hope Mining (ASX:MHM) and Non-Executive Director of Many Peaks Minerals (ASX: MPK) His position as a Corporate Executive at Ironside Capital is focused on sourcing, structuring, funding and management requirements for small-cap companies both private and public. Non-Executive, Technical Director As a geoscientist, he has held director positions for several junior companies in Australia, Africa and Turkey, mainly responsible for technical project evaluations, project acquisitions, project management and business development. Mr Pilapil has established drilling companies in Turkey and Lao PDR servicing several major exploration and mining companies to complement the acquisition of his own personal projects. Independent, Non-Executive Director INVESTOR PRESENTATION Ben Phillips Most recent involvements include roles with De Grey Mining Limited (ASX:DEG), Si6 Metals Ltd (ASX:Si6), Redcastle Resources Ltd (ASX:RC1) and Coppermoly Ltd (ASX:COY). Mr Holywell has completed a Bachelor of Commerce at UWA, a Graduate Diploma of Chartered Accounting with the Institute of Chartered Accountants and the Company Directors Course with the Australian Institute of Company Directors. 5 Management Team – JV Operators Please refer to Annexure C - Operator Capability Matrix David Fowler Alex Raab Mr Greive is an experienced international mining executive and project development professional with over 30 years of corporate, operational and project development experience in gold, copper, iron ore and base metals. He specializes in building high performance teams and providing the leadership and strategic navigation required to develop new mining projects into successful operations. Mr Greive has worked for several multinational mining houses such as Barrick Gold, Placer Dome, Rio Tinto, North Ltd and Evolution Mining across numerous jurisdictions including Sweden, South Africa, Tanzania, Indonesia and The Philippines. In his more recent roles with Evolution Mining as General Manager of the Cowal Gold Mine (NSW) and Red 5 as Chief Operating Officer, he was instrumental in the initiation, navigation, leadership and delivery of significant expansion and greenfield development projects at Cowal and King of the Hills operations. Mr Fowler is a finance professional with over 35 years of financial & mining industry experience. As the CFO at Merdeka Copper Gold, he has been instrumental in funding the growth of the group from a single asset gold project into a multi-commodity business with an enterprise value of US$9 Billion in 2024. He has led debt & equity funding processes to raise more than US$400m in equity and US$4B in debt during this time. Mr Fowler has worked in numerous other executive roles including CEO of Orosur Mining, a South American focused gold company producing 100,000 ounces of gold per annum and Finders Resources Limited that operated the 20,000-tonne per annum Wetar copper heap leach project. Mr Raab has over 30 years exploration and project development experience in Latin America and North America. He has worked for several major & junior mining - exploration companies including: Homestake Mining, Kennecott Minerals, MIM Exploration, Farwest Mining, Chapleau Resources, Uruguay Minerals, Orosur Mining, Golden Rim Resources, Challenger Gold and others. His experience includes; epithermal Au-Ag/poly-metallic, sediment-hosted Au, shear zone hosted lode-gold, Au-Cu, and Au porphyry; IOCG deposits, magnetite, and other industrial commodities. Director – Transcendence Mining Carmen Copper JV Operators Director - Transcendence Mining Carmen Copper JV Operators Carmen Copper SPA General Manager - Exploration INVESTOR PRESENTATION Jason Greive In 2020, Alex took an Exploration Manager position with Challenger Gold (formally Challenger Exploration) managing exploration in Ecuador which resulted in two separate maiden MRE´s within 4 years on the AuCu-Ag-Mo Porphyry Deposits. 6 INVESTOR PRESENTATION Carmen Copper Project 7 Introduction to Carmen Copper Project Mantos Blancos 82km from the historic mining town of Vallenar with a readily available workforce • Located in an easily accessible, rolling plateau region between the elevations of 1950m-2150m • Semi-arid with typical summer temperatures between 10-25°C and winter temperatures between 0-15°C Mantoverde Project 2.34bt @ 0.37% Cu 8.58mt contained Cu • 12km from the national electrical grid and within 180km of three industrial ports • Large scale 46.6km2 concession package within the regionally extensive north-trending San Felix Fault system, host to numerous copper and gold bearing systems • Historical copper-oxide resource of 5.6Mt @ 0.6% has been outlined from surface to 30m which remains open in all directions1 • Strong potential for a material copper oxide resource • Sulphide copper resource potential below the oxide zone • Over 10,000m historical drilling by previous owners and operators Candelaria Complex 622mt @ 0.47% Cu 2.1mt contained Cu INVESTOR PRESENTATION • 445mt @ 0.58% Cu 2.59mt contained Cu 1. Carmen NI 43-101 MRE. The mineral resource is a historical foreign estimate (within the meaning of the ASX Listing Rules) and is not reported in accordance with the JORC Code and a Competent Person (within the meaning of the JORC Code) has not done sufficient work to classify the foreign estimates as Mineral Resources in accordance with the provisions of the JORC Code. It is uncertain that following evaluation and further exploration work that the foreign estimates will be able to be reported as Mineral Resources in accordance with the provisions of the JORC Code. Please refer to Annexure A for information relating to the mineral resources and reserves classifications for each of the Mantos Blancos Mine, Mantoverde Project and Candelaria Copper Mining Complex which have been previously reported in accordance with NI 43-101 standards. 8 Carmen Copper Project – Regional Geology Carmen Copper Project is located on the western flank of the prospective Pre-Cordillera of Chile within the regionally extensive north trending San Felix Fault and Fold System (SFFS). ▪ The Relincho copper-moly porphyry project (2.25Bt @ 0.37% Cu, 0.015% Mo) 1 is approximately 16km to the north-northeast of the Project. The Fortuna (El Morro) copper-gold porphyry project (1.37Bt @ 0.42% Cu, 0.38g/t Au)1 is located approximately 45km to the east of the Project. The Relincho and Fortuna projects are jointly held by Teck and Newmont as part of the Nueva Unión joint venture. ▪ The Carmen-Tabaco Belt is 8.5km long and hosts mineralisation at surface and old workings. Mineralisation is mainly hosted in calc-silicate altered and locally skarnified volcanics, sediments and dacitic-rhyolitic porphyritic. ▪ The Higueritas Belt is 7.5km long, from 0.5 to 1km wide and sub parallels the Carmen-Tabaco Belt. Sporadic old workings are known from this area, but no drilling is available, with data limited to geophysics, and some rock samples. 1. Please refer to Annexure A for information relating to the mineral resources and reserves classifications for the Relincho and Fortuna Projects which have been previously reported in accordance with NI 43-101 standards. INVESTOR PRESENTATION ▪ 9 Carmen Historical Drilling – Exceptional Oxide Grades from Surface Please refer to Annexure D - Carmen Cu Project Historical Drill Holes – Significant Intersections High-grade oxide intervals inside the Carmen NI 43-101 MRE; Flow banded metasediment containing mainly of Cu sulphides (chalcopyrite) and minor pyrite1 High-grade sulphide intervals below the Carmen NI 43-101 MRE; TAB 83: 69m @ 1.37% Cu (from 43m), incl. 24m @ 2.15% Cu & 14m @ 1.77% Cu TAB 31: 52m @ 0.92% Cu (from 66m) TAB 01A: 28m @ 1.46% Cu (from 136m), incl. 14m @ 2.27% Cu INVESTOR PRESENTATION TAB 33: 27.5m @ 1.12% Cu (from 1.5m), incl. 11.5m @ 1.88% Cu TAB 55B: 19m @ 0.93% Cu (from 9m) TAB 77: 8m @ 2.10% Cu (from surface) TAB 82: 2m @ 7.22% Cu (from 20m) High-grade oxide intervals outside the Carmen NI 43-101 MRE; CMM 56: 41m @ 2.46% Cu (from surface), includes 4m @ 17.37% Tabaco Vein CMM 35: 39m @ 1.48% Cu (from surface) CMM 31: 29m @ 1.25% Cu (from surface) CMM 53: 14.9m @ 1.82% Cu (from 8.1m) Historic IPBX Drill Core re-logging carried out during the recent site visits to the Carmen Copper Project 1. The assay grade represented in the image are from the 2m composite half-core sample interval submitted to ALS-Chemex Coquimbo, Chile. Please refer to Annexure D - Carmen Cu Project Historical Drill Holes – Significant Intersections. 10 South West view over partial 7.5km of strike from Carmen Main towards Dolores INVESTOR PRESENTATION 11 Carmen Prospectivity ▪ Carmen Copper Project copper mineralisation appears open in all directions and depth. INVESTOR PRESENTATION ▪ Carmen Copper Project hosts 7.5km of anomalous strike with multiple defined drill target areas. ▪ Identified drill targets, all located along strike, include: ➢ Carmen ➢ Tabaco ➢ Dolores; and ➢ Carmen Norte. ▪ Circa 4,000m drill program of Reverse Circulation (RC) and Diamond Drilling (DD) to be expedited in 2025. 12 Carmen Copper Project Potential - Open in all directions Copper Oxide Zone – Strong growth potential outside in oxides INVESTOR PRESENTATION ▪ The main oxide/enriched zone forms a blanket from the surface to around the 30m depth, which is very amenable to a low strip-ratio, low cost, shallow open pit mining operation. ▪ The Copper Oxide Zone (COZ) is interpreted from drilling, old workings, surface exposures and soil anomalies to be at least 2.8 km long and 400-800m wide, with less than 20% of this drilled. Carmen Copper Project – Representative Cross Section 13 Sulphide Opportunity at Carmen Please refer to Annexure D - Carmen Cu Project Historical Drill Holes – Significant Intersections High-grade sulphide intervals below the Carmen NI 43-101 MRE; TAB 83: 69m @ 1.37% Cu (from 43m), incl. 24m @ 2.15% Cu & 14m @ 1.77% Cu TAB 31: 52m @ 0.92% Cu (from 66m) TAB 01A: 28m @ 1.46% Cu (from 136m), incl. 14m @ 2.27% Cu INVESTOR PRESENTATION TAB 031 – Flow banded metasediment containing mainly of Cu sulphides (chalcopyrite) and minor pyrite1 14 1. The assay grade represented in the image are from the 2m composite half-core sample interval submitted to ALS-Chemex Coquimbo, Chile. Please refer to Annexure D - Carmen Cu Project Historical Drill Holes – Significant Intersections. Targeting – Oxide Resource Expansion ▪ Significant potential is recognised outside of the COZ from surface soil sampling over 2.2km of strike to the northeast and 3.5km of strike to the southwest. INVESTOR PRESENTATION ▪ The image also shows untested Cu anomalies to the east of Carmen Main and Tabaco prospects. ▪ North of the COZ, mapping indicates there is potential for 2 additional copper bearing horizons, based on the occurrence of prospective rock units with known soil anomalies. 15 Carmen Copper Project – Soil contours over Carmen Main with historical drill collars Targeting – Oxide Resource Expansion INVESTOR PRESENTATION ▪ The weak chargeability anomalies along the Carmen-Tabaco Belt are associated with the Carmen oxide resource; this trend continues for at least 2km to the northeast and 5 km to the southwest, remaining open in both directions. ▪ The IP anomalies of the Higueritas Belt to the east extends for 7.5km, remains open, shows good continuity at depth in the chargeability and has sporadic copper workings on the surface. 16 Carmen Copper Project – IP Chargeability (250m depth) with Targets * identified over the Carmen-Tabaco Belt & the Higueritas Belt Infrastructure, Social and Permitting ▪ Proximal to ports, power and roads in prolific copper mining region of Chile. INVESTOR PRESENTATION ▪ Norfolk has begun the process for a Scout Drilling Permit and has also engaged an environmental consultant to manage all environmental and public sector compliance. 16km NNE Relincho Asset Nueva Unión ▪ Environmental baseline studies for permitting across the project area will commence immediately to facilitate exploration and development activities. ▪ Project has no direct social influences, as it is in a remote part of the district and there are no communities which would be directly affected by work or development of the project. 17 Carmen Copper Project tenure Historical Heap-Leach Column Test Work and Amenability to Heap Leaching Column 1 Column 2 Column 3 Total Cu 1.29 0.33 0.95 Soluble Cu 1.22 0.28 0.82 Norfolk is aiming to establish the Carmen Copper Project as a low-cost, high-margin, value-accretive copper heap leaching operation producing copper cathode at the mine gate • Several indications and characteristics of the CCP to date lend themselves to a cost-effective heap-leaching project if a sufficient resource base is established, not least of which is a probable low strip ratio due to the extensive oxide mineralisation seen from surface • Historical column test work performed on 3 samples of the oxidized metasediments collected from trenches in the vicinity of 4 drillholes and varying in weight from 105 to 166kg. All samples were subjected to simple column tests using 5% dilute sulfuric acid over a 48-hour period on mineralized rock crushed to 100% passing ½” in columns 1m high and 6” wide. • The metallurgical results obtained in the column tests returned Cu extractions of between 72.39 and 82.22%. • Other favourable project development factors at the CCP consist of its modest altitude and ease of site accessibility using major road networks, proximity to grid power and other infrastructure. Head Grade Analysed Head Grade Calculated Total Cu 1.33 0.33 0.93 Soluble Cu 1.14 0.29 0.82 kg/t 37.67 26.83 34.67 kg/kg Cu 3.9 9.89 4.62 Soluble Cu 84.69 93.24 91.63 Total Cu% 72.39 82.22 81.02 1/2 inch 1/2 inch 1/2 inch Irrigation rate {Vhr/m3) 8 8 8 Leach Time Days 28 28 28 UGT-1100% U GT-3 1 00% UGT-1 45% UGT -2 10% UGT-345% Acid Consumption Recovery Parameters Crush size Sample composition Historical column heap leach test work commissioned by PBX at CIMM Laboratories in Antofagasta, Chile. INVESTOR PRESENTATION • 18 Indicative Timeline Dec 24 Jan 25 Feb 25 Mar 25 Apr 25 May 25 Jun 25 Jul 25 Aug 25 Sep 25 Oct 25 Nov 25 Dec 25 Field Trips / Due Dilligence EGM / Shareholder Vote Camp Establishment Permitting / Environment Phase 1 Drilling C4,000M RC & DD INVESTOR PRESENTATION Exploration Planning Stakeholder Field Trip Assays Mettalurgical Testwork Phase 2 Drill Planning Permitting / Environment 19 Thank you Contact: Phone: +61 8 6255 8625 Email: info@norfolkmetals.com.au Web: www.norfolkmetals.com.au ASX:NFL norfolkmetals.com.au Annexure A - NI 43-101 - Mineral Resources and Reserves Carmen NI 43-101 MRE Oxide Zone Resource Classification - Copper grade (%) Contained Metal - Indicated 1,827.80 0.59 1078.40 Total Measured and 1,827.80 0.59 1078.40 Indicated Inferred 836.1 0.59 493.30 Total 2,663.90 0.59 1,571.70 Resources Note: reported at a cut-off grade of 0.2% Cu, not capped Tonnage Copper grade (kilotonnes) (%) - Total Resource (Oxide+Secondary) Contained Metal Tonnage (kilotonnes) Copper grade (%) - - Contained Metal 1,742.60 0.7 1219.82 3,570.40 0.64 2298.22 1,742.60 0.7 1219.82 3,570.40 0.64 2,298.22 1,191.90 0.49 584.03 2,028.00 0.53 1077.33 2,934.50 0.61 1803.85 5,598.40 0.60 3,375.55 INVESTOR PRESENTATION Measured Tonnage (kilotonnes) Secondary Enrichment Independent Technical Report prepared by SRK Consulting Chile S.A. (SRK) for International PBX Ventures Ltd. (IPBX) published 25 January 2027 (Carmen NI 43-101 MRE). Cautionary Statement - Carmen NI 43-101 MRE In accordance with ASX Listing Rule 5.12.9, the Company provides the following cautionary statement regarding the Carmen NI 43-101 MRE shown in Table 1: • • • the Carmen NI 43-101 MRE is a foreign estimate and is not reported in accordance with the JORC Code; a competent person has not done sufficient work to classify the foreign estimate as a mineral resources in accordance with the JORC Code; and it is uncertain that following evaluation and/or further exploration work that the foreign estimate will be able to be reported as mineral resources in accordance with the JORC Code. 21 Annexure A - NI 43-101 - Mineral Resources and Reserves INVESTOR PRESENTATION 22 Annexure A - NI 43-101 - Mineral Resources and Reserves INVESTOR PRESENTATION 23 Annexure A - NI 43-101 - Mineral Resources and Reserves INVESTOR PRESENTATION 24 Annexure A - NI 43-101 - Mineral Resources and Reserves INVESTOR PRESENTATION 25 Annexure B – Transaction Terms – Earn-in Agreement Earn-in Agreement Parties Date Norfolk, Transcendentia and Transcendence 26 March 2025 Norfolk has agreed to fund A$3 million in exploration expenditure over an initial 3-year period at the Carmen Copper Project to acquire 70% of the issued capital of Transcendentia (Stage 1 Interest), which has an exclusive option over the Carmen Copper Project, and thereafter be granted an option to acquire the entire remaining issued capital of Transcendentia (Stage 2 Interest), on the terms and conditions set out below. Commencement of the earn-in is subject to satisfaction or waiver (as applicable) of the following conditions precedent: (a) completion of due diligence to the satisfaction of Norfolk by 26 April 2025; and (b) Norfolk obtaining shareholder approval for the issue of the Commencement Shares and Placement Shares. Following satisfaction of the conditions precedent, Norfolk will issue Transcendence 425,000 fully paid ordinary shares in Norfolk (Commencement Shares) to commence earning the Stage 1 Interest (Commencement Date). The Commencement Shares are subject to 18 months voluntary escrow from the Commencement Date. Norfolk may acquire the Stage 1 Interest by funding a cumulative total of A$3,000,000 in exploration expenditure at the Project over the 36-month period following the Commencement Date (Stage 1 Minimum Spend). The minimum expenditure for each 12-month period during this period is A$500,000. Norfolk may accelerate its acquisition of the Stage 1 Interest by funding the Stage 1 Minimum Spend before the end of the 36-month period. Transcendence will have the right to appoint Jason Greive or David Fowler to the board of directors of Norfolk on and from the Commencement Date. Norfolk will have the right to appoint a nominee to the board of directors of Transcendentia on the Commencement Date. Transaction Conditions Precedent Upfront consideration Stage 1 Earn in Representation Rights Operator Technical Committee Funding Completion Board changes Transcendentia will be appointed as ‘Operator’ to act as agent for and on behalf of the parties until the Stage 1 Minimum Spend is satisfied. The operator is responsible for implementation of exploration programmes and budgets as approved by the Technical Committee. Norfolk and Transcendence will establish a Technical Committee comprising 2 representatives of Norfolk and 2 representatives of Transcendence. Norfolk has the casting vote. The Technical Committee will advise on technical, operational and financial matters relating to exploration at the Project and to approve proposed work programmes and budgets. Norfolk will fund exploration expenditure in accordance with each approved programme and budget following receipt of cash calls from the Operator. On satisfying the Stage 1 Minimum Spend, Norfolk will be deemed to have acquired the Stage 1 Interest and agreed to acquire the Stage 2 Interest. To acquire the Stage 2 Interest, thereby acquiring 100% of the issued capital of Transcendentia, Norfolk must issue to Transcendence: (a) 8,075,000 fully paid ordinary shares in Norfolk; and (b) 25,000,000 performance rights on the following terms: (i) 5,000,000 Class A Performance Rights: vesting upon Transcendentia achieving a JORC compliant resource of > 100,000 tonnes copper (the cut off grade will be established by the technical committee and Norfolk at the time the mineral resource is reported); (ii) 5,000,000 Class B Performance Rights: vesting upon Transcendentia achieving a JORC compliant resource > 175,000 tonnes copper (the cut off grade will be established by the technical committee and Norfolk at the time the mineral resource is reported) and a Scoping Study (or PFS) that delivers a 20% internal rate of return; (iii) 5,000,000 Class C Performance Rights: vesting upon a Final Investment Decision in re